Termination Clause Example from Business Contracts

Termination. This Agreement may be terminated at any time prior to the BPS Closing: (a) by written consent of each of the Company, the Purchaser and Wave; or (b) automatically upon the valid termination of the Business Combination Agreement, as provided under the terms therein. In the event of any termination of this Agreement pursuant to this Section 7, the BPS Purchase Price, if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser in accordance ...with written instructions provided by the Purchaser to the Company, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 7 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. Section 5(a) shall survive termination of this Agreement. View More